Form 11-K – 2009 - SIP

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

FORM 11-K

(Mark One)

[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2009

OR

[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from __________ to __________.

Commission File No. 1-768

SOLAR TURBINES INCORPORATED SAVINGS AND INVESTMENT PLAN

(Full title of the Plan)

CATERPILLAR INC. (Name of issuer of the securities held pursuant to the Plan)

100 NE Adams Street, Peoria, Illinois 61629 (Address of principal executive offices)

Form 11-K – 2009 - SIP

REQUIRED INFORMATION Item 1. The audited statements of net assets available for Plan benefits as of the end of the latest two fiscal years of the Plan are attached hereto as Exhibit A. Item 2. The audited statements of changes in net assets available for Plan benefits for the latest two fiscal years of the Plan are attached hereto as Exhibit B. Item 3. The statements required by Items 1 and 2 have been prepared in accordance with the applicable financial reporting requirements of ERISA. Item 4. The Consent of Independent Registered Public Accounting Firm is attached hereto as Exhibit C.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Company has duly causedthis annual report to be signed on its behalf by the undersigned, hereunto duly authorized. SOLAR TURBINES INCORPORATED

SAVINGS AND INVESTMENT PLAN

CATERPILLAR INC. (Issuer) June 25, 2010

By: /s/ Edward J. Rapp

Name: Edward J. Rapp Title: Group President and Chief Financial Officer

Form 11-K – 2009 - SIP

Solar Turbines Incorporated Savings and Investment Plan Financial Statements and Supplemental Schedule December 31, 2009 and 2008

Form 11-K – 2009 - SIP

Solar Turbines Incorporated Savings and Investment Plan

Index Page(s)

Report of Independent Registered Public Accounting Firm

Financial Statements

Statements of Net Assets Available for Benefits December 31, 2009 and 2008 .................................................................................................................................. 1

Statements of Changes in Net Assets Available for Benefits Years Ended December 31, 2009 and 2008............................................................................................................. 2

Notes to Financial Statements December 31, 2009 and 2008 .................................................................................................................................. 3–13

Supplemental Schedule

Schedule H, Line 4i - Schedule of Assets (Held at End of Year) December 31, 2009 .................................................................................................................................................. 15

Note: Other schedules required by 29 CFR 2520.103-10 of the Department of Labor’s Rules and Regulations for

Reporting and Disclosure under the Employee Retirement Income Security Act of 1974 have been omitted because they are not applicable.

Report of Independent Registered Public Accounting Firm

To the Participants, Plan Administrator, Investment Plan Committee and Benefit Funds Committee of the Solar Turbines Incorporated Savings and Investment Plan

In our opinion, the accompanying statements of net assets available for benefits and the related statements of changes in net assets available for benefits present fairly, in all material respects, the net assets available for benefits of the Solar Turbines Incorporated Savings and Investment Plan (the “Plan”) at December 31, 2009 and 2008, and the changes in net assets available for benefits for the years then ended in conformity with accounting principles generally accepted in the United States of America. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The Supplemental Schedule H, Line 4i – Schedule of Assets (Held at End of Year) is presented for the purpose of additional analysis and is not a required part of the basic financial statements but is supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. This supplemental schedule is the responsibility of the Plan's management. The supplemental schedule has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. /s/ PricewaterhouseCoopers LLP Peoria, Illinois June 25, 2010

Form 11-K – 2009 - SIP Page 1

Exhibit A Solar Turbines Incorporated Savings and Investment Plan Statements of Net Assets Available for Benefits December 31, 2009 and 2008 (in thousands of dollars) 2009 2008 Investments Interest in the Caterpillar Investment Trust $ 104,049 $ 78,407 Participant loans receivable 4,442 4,027 Other investments – participant directed brokerage accounts 632 483

Total investments 109,123 82,917

Receivables Participant contributions receivable 84 284 Employer contributions receivable 19 69

Total receivables 103 353 Payables Excess participant contributions payable – (8 ) Net assets available for benefits, at fair value 109,226 83,262 Adjustment from fair value to contract value for synthetic guaranteed

investment contracts 941 1,562

Net assets available for benefits $ 110,167 $ 84,824

The accompanying notes are an integral part of these financial statements.

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Exhibit BSolar Turbines Incorporated Savings and Investment Plan Statements of Changes in Net Assets Available for Benefits Years Ended December 31, 2009 and 2008 (in thousands of dollars) 2009 2008 Investment income (loss) Plan interest in net investment income (loss) of Caterpillar Investment Trust $ 23,020 $ (36,567) Interest on participant loans receivable 226 268 Net investment income (loss) from participant directed brokerage accounts 165 (306) Net investment income (loss) 23,411 (36,605) Contributions Participant 6,124 8,034 Employer 1,166 1,475 Total contributions 7,290 9,509 Deductions Withdrawals (5,307) (5,225) Administrative expenses (51) (63)

Total deductions (5,358) (5,288) Increase (decrease) in net assets available for benefits 25,343 (32,384) Transfers Transfers from other plans, net – – Net increase (decrease) in net assets available for benefits 25,343 (32,384) Net assets available for benefits Beginning of year 84,824 117,208

End of year $ 110,167 $ 84,824

The accompanying notes are an integral part of these financial statements.

Form 11-K – 2009 - SIP Page 3

Solar Turbines Incorporated Savings and Investment Plan Notes to Financial Statements December 31, 2009 and 2008 1. Plan Description The following description of the Solar Turbines Incorporated Savings and Investment Plan (the “Plan”) provides only

general information. Participants should refer to the Plan agreement for a more complete description of the Plan'sprovisions.

General The Plan is a contributory defined contribution plan established by Solar Turbines Incorporated (the “Company”), a

100 percent-owned subsidiary of Caterpillar Inc., to enable eligible employees of the Company and its subsidiaries(the “participating employers”) to accumulate funds for retirement. The Plan is subject to the provisions of theEmployee Retirement Income Security Act, as amended (“ERISA”).

Participation Hourly employees of the participating employers who meet certain age, service and citizenship or residency

requirements are eligible to participate in the Plan. Participating eligible employees (the “participants”) may elect tomake after-tax contributions to the Plan and also defer a portion of their compensation until retirement through pre-tax contributions.

Participant Accounts Accounts are separately maintained for after-tax and pre-tax contributions by the Plan’s record keeper for each

participant. The participant's after-tax contribution account is credited with the participant contributions, employer contributions and an allocation of Plan earnings. The participant’s pre-tax contribution account is credited with participant contributions as defined below and an allocation of Plan earnings. Allocations of earnings are based on participant account balances, as defined. Participant benefits are limited to their vested account balances.

Contributions Participant contributions can be made through after-tax payroll deductions based on a percentage (2 to 6 percent) of

total earnings as elected by the employee. Participant contributions can also be made through pre-tax compensation deferral as elected by the participants. Participants who are at least 50 years old by the end of thecalendar year are allowed by the Plan to make a catch-up contribution for that year. Contributions are subject to certain limitations set by the Internal Revenue Code. The Company matches contributions to the Plan equal to 50 percent, 66-2/3 percent or 80 percent of participant after-tax contributions (up to 6 percent of earnings), based on the participant’s years of service. The Company maychange the match percentage or the limit on matching contributions from time to time. Participants direct the investment of their contributions and employer matching contributions into various investmentoptions offered by the Plan as discussed in Note 3. Participants may change their contribution elections andprospective investment elections on a daily basis and reallocate the investment of their existing account balance either daily or every seven business days depending on the investment. Starting January 1, 2008, newly eligible employees were subject to an automatic enrollment process. Unlesselecting otherwise, employees who become newly eligible will be enrolled with a default 6 percent deferral of theirafter-tax base eligible pay and their default investment election is to the Model Portfolio – Moderately Aggressive fund.

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Vesting and Distribution Provisions Participants are fully vested in all participant contributions (pre-tax and after-tax) and earnings thereon. Participants

also vest immediately in the Company's matching contributions and the earnings thereon. Upon termination ofemployment for any reason, including death, retirement, or upon Plan termination, the balance in participants'accounts is distributable in a single lump sum cash payment unless the participant (or beneficiary) elects to receiveCaterpillar Inc. shares in kind up to the amount of the participant’s balance in the Caterpillar Stock Fund. The value of any full or fractional shares paid in cash will be based upon the average price per share the Trustee receives fromsales of Caterpillar Inc. shares for the purpose of making the distribution. Participants also have the option to leave their vested account balance in the Plan, subject to certain limitations.

Participant Loans The Plan provides for participant loans against eligible participants' account balances. Eligible participants obtain

loans by filing a loan application with the Plan’s record keeper and receiving all requisite approvals. Loan amounts are generally limited to the lesser of $50,000 or 50 percent of the individual participant's vested account balance, with certain regulatory restrictions. Each loan specifies a repayment period that cannot extend beyond five years. However, the five-year limit shall not apply to any loan used to acquire any dwelling unit which within a reasonable time is to be used (determined at the time the loan is made) as the principal residence of the participant. Loans bear interest at the prime interest rate plus 1 percent, as determined at the time of loan origination. Repayments, including interest, are made through after-tax payroll deductions and are credited to the individual participant's account balance. At December 31, 2009, participant loans have various maturity dates through July 26, 2019 with varying interest rates ranging from 4.25 to 11.0 percent.

Administration The Plan is administered by Caterpillar Inc., which is responsible for non-financial matters, and the Benefit Funds

Committee of Caterpillar Inc., which is responsible for financial aspects of the Plan. Caterpillar Inc. and the Benefit Funds Committee have entered into a trust agreement with The Northern Trust Company (the “Trustee”) to receive contributions, administer the assets of the Plan and distribute withdrawals pursuant to the Plan.

Plan Termination Although it has not expressed any intent to do so, the Company has the right under the Plan at any time to terminate

the Plan subject to provisions of ERISA and provisions of the collective bargaining agreement. In the event of Plan termination, Plan assets will be distributed in accordance with the provisions of the Plan.

Plan Qualification The Plan obtained its latest determination letter on February 19, 2010, in which the Internal Revenue Service stated

that the Plan, as then designed, was in compliance with the applicable requirements of the Internal Revenue Code. Although the Plan has been amended subsequent to the period covered by the determination letter, the Plan Administrator and the Plan’s tax counsel believe that the Plan is designed and is currently being operated in compliance with the applicable requirements of the Internal Revenue Code. Therefore, no provision for income taxes has been included in the Plan’s financial statements.

2. Summary of Significant Accounting Policies New Accounting Guidance Disclosures about derivative instruments and hedging activities – In March 2008, the Financial Accounting

Standards Board (the “FASB”) issued accounting guidance on disclosures about derivative instruments and hedging activities. This guidance expands disclosures for derivative instruments by requiring entities to disclose the fair value of derivative instruments and their gains or losses in tabular format. It also requires disclosure of information about credit risk-related contingent features in derivative agreements, counterparty credit risk, and strategies and objectives for using derivative instruments. The Plan adopted this new guidance on January 1, 2009. The adoption of this guidance did not have a material impact on the Plan’s financial statements.

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Subsequent events – In May 2009, the FASB issued accounting guidance on subsequent events that establishes standards of accounting for and disclosure of subsequent events. The guidance requires evaluation of subsequent events through the date of financial statement issuance. The Plan adopted the guidance for the plan year ending December 31, 2009. The adoption of this guidance did not have a material impact on the Plan’s financial statements.

Basis of Accounting The Plan's accounts are maintained on the accrual basis of accounting. Investments The Plan’s interest in the Caterpillar Investment Trust is valued as described in Note 4. Investments included in the

participant directed brokerage account are valued at quoted market prices which, for registered investment companies, represent the net asset value of shares held by the Plan at year-end. Participant loans are valued at estimated fair value consisting of principal and any accrued interest. Interest on investments is recorded as earned. Dividends are recorded on the ex-dividend date. Purchases and sales of securities are recorded on a trade-date basis.

Administrative Expenses The Plan accrues 6 basis points annually of the fair value of the assets of each investment fund, which is transferred

monthly from the Caterpillar Investment Trust into a holding account to pay expenses as they come due. The amount accumulated in the holding account is used to pay certain administrative expenses that have been approved by the Benefit Funds Committee including recordkeeping fees, trustee fees, plan education and audit fees. Caterpillar Inc. pays any expenses which exceed amounts accrued annually by the Plan.

Withdrawals Withdrawals are recorded when paid. Transfers Transfers to/from other plans generally represent account balance transfers for participants who transfer from one

plan to another plan primarily due to employment status changes. Use of Estimates in the Preparation of Financial Statements The preparation of financial statements in conformity with accounting principles generally accepted in the United

States of America requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, and changes therein. Actual results could differ from those estimates. The Company believes the techniques and assumptions used in establishing these amounts are appropriate.

Risks and Uncertainties The Plan provides for various investment options in any combination of stocks, bonds, fixed income securities,

mutual funds and other investment securities. Investment securities are exposed to various risks, such as interest rate, market and credit risks. Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes in the values of investment securities could occur in the near term and that such changes could materially affect participants' account balances and the amounts reported in the Statements of Net Assets Available for Benefits. At December 31, 2009, approximately 63 percent of the Plan’s investments were invested in Caterpillar Inc. common stock.

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3. Investment Programs The majority of the Plan’s assets are invested in the Caterpillar Investment Trust as discussed in Note 4, except for

the participant directed brokerage account and participant loans receivable.

The investment options available to participants consist of four main categories: core investments, model portfolios, Caterpillar stock and a brokerage account. The core options consist of nine investment choices, each representing a different asset class but collectively offering a broad range of investment alternatives with varying levels of risk and potential returns. The model portfolios contain a specific mix of the Plan’s core investments. Each portfolio’s mix of stocks and bonds is automatically rebalanced on the last business day of each calendar quarter. The targeted percentage of stocks and bonds in each of the model portfolios is as follows:

* Conservative 20% stocks and 80% bonds * Moderately Conservative 40% stocks and 60% bonds * Moderately Aggressive 60% stocks and 40% bonds * Aggressive 80% stocks and 20% bonds The Caterpillar Stock Fund consists of Caterpillar Inc. common stock and a small amount of cash equivalents.

The brokerage account option allows participants to invest in various other investments outside of the standard Plan options. Hewitt Financial Services is the custodian for funds invested through this participant directed option. Investments in the participant directed brokerage account consist of registered investment companies. The net investment income (loss) for the participant directed brokerage account consists of net appreciation (depreciation) in the fair value of investments in registered investment companies.

4. Master Trust A portion of the Plan’s investments are in the Caterpillar Investment Trust (the "Master Trust"), which was

established for the investment of the Plan and other Caterpillar Inc. sponsored retirement plans. These plans pool their investments in the Master Trust in exchange for a percentage of participation in the Trust. The assets of the Master Trust are held by The Northern Trust Company (the “Trustee”). The percentage of the Plan's participation in the Master Trust was determined based on the December 31, 2009 and 2008 net asset values for the investment fund options chosen by participants of each plan. At December 31, 2009 and 2008, the Plan's interest in the net assets of the Master Trust was 2.08 percent and 2.01 percent, respectively. The following investments represent 5 percent or more of the net assets of the Master Trust as of December 31, 2009 and 2008:

(in thousands of dollars) 2009 2008 Caterpillar Inc. common stock, at fair value $ 2,374,970 $ 1,793,050 Synthetic guaranteed investment contracts, at contract value: Aegon 289,193 281,869 AIG 289,193 281,870 State Street 289,233 281,909

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The net assets of the Master Trust as of December 31, 2009 and 2008 are as follows: (in thousands of dollars) 2009 2008 ASSETS Investments, at fair value Caterpillar Inc. common stock $ 2,374,970 $ 1,793,050 Common stocks 1,095,623 691,655 Preferred stocks 3,200 2,268 Preferred corporate bonds and notes 33,151 32,589 Other corporate bonds and notes 58,770 38,590 U.S. government securities 117,242 92,120 Synthetic guaranteed investment contracts 818,331 744,251 Common collective trusts 396,113 299,731 Registered investment companies – 579 Interest bearing cash 20,626 25,347 Other investments, net 16,920 2,407 4,934,946 3,722,587 Securities on loan, at fair value Common stocks 68,332 130,568 Corporate bonds and notes 1,121 6,167 U.S. government securities 6,127 8,732 75,580 145,467 Cash collateral held under securities loan agreements,

at fair value

Caterpillar Investment Trust Custom Collateral Fund 78,809 154,865 Other assets Cash 477 1,277 Receivables for securities sold 79,311 30,031 Accrued income 4,277 4,077 84,065 35,385 Total Master Trust assets 5,173,400 4,058,304 LIABILITIES Obligation under securities loan agreements (78,137 ) (148,387 ) Payables for securities purchased (84,341 ) (45,502 ) Total Master Trust liabilities (162,478 ) (193,889 ) Adjustment from fair value to contract value for synthetic

guaranteed investment contracts 49,288 101,397 Master Trust assets, net $ 5,060,210 $ 3,965,812 Plan’s interest in the net Master Trust assets $ 104,990 $ 79,969

Form 11-K – 2009 - SIP Page 8

Investments are stated at fair value. Investments in common stock, preferred stock, corporate bonds and notes, U.S. government securities and other assets are primarily valued at quoted market prices. Common collective trusts are stated at unit value, which represents the fair value of the underlying investments. Registered investment companies are valued at quoted market prices that represent the net asset value of shares held by the Master Trust at year-end.

Net investment income (loss) of the Master Trust for the years ended December 31, 2009 and 2008 is as follows: (in thousands of dollars) 2009 2008 Interest $ 31,726 $ 53,644 Dividends 90,661 85,270 Net appreciation (depreciation) of the fair value of investments: Caterpillar Inc. common stock 569,453 (1,034,715 ) Common stocks 262,969 (627,379 ) Preferred stocks 1,849 (5,012 ) Preferred corporate bonds and notes 3,398 (8,700 ) Other corporate bonds and notes 12,027 (15,379 ) U.S. government securities 869 2,081 Common collective trusts 41,902 (65,936 ) Registered investment companies (8 ) (178 ) Other investments 9,704 (33,586 ) Net Master Trust investment income (loss) $ 1,024,550 $ (1,649,890 ) Plan’s interest in net Master Trust investment income (loss) $ 23,020 $ (36,567 ) Dividend income is recorded as of the ex-dividend date. Interest income is recorded daily as earned. The Master

Trust presents in net investment income (loss), the net appreciation (depreciation) in the fair value of its investments which consists of the realized gains (losses) and the unrealized appreciation (depreciation) on those investments.

Investment Contracts The Master Trust holds fixed income benefit responsive investment contracts, referred to as synthetic guaranteed

investment contracts (“synthetic GICs”), in which an investment contract is issued by an insurance company or a financial services institution. The synthetic GICs, designed to help preserve principal and provide a stable crediting rate of interest, are fully benefit responsive and provide that plan participant initiated withdrawals will be paid at contract value. The synthetic GICs are backed by a portfolio of fixed income investments which are effectively owned by the Plan. The assets underlying the synthetic GICs are maintained by a third party custodian, separate from the contract issuer's general assets. The synthetic GICs are obligated to provide an interest rate not less than zero. These contracts provide that realized and unrealized gains and losses of the underlying assets are not reflected immediately in the assets of the fund, but rather are amortized, usually over the duration of the underlying assets, through adjustments to the future interest crediting rate. The future interest crediting rate can be adjusted periodically and is primarily based on the current yield-to-maturity of the covered investments, plus or minus amortization of the difference between the market value and contract value of the covered investments over the duration of the covered investments at the time of computation. The issuers guarantee that all qualified participant withdrawals will occur at contract value. Employer initiated events, if material, may affect the underlying economics of the investment contracts. These events include plant closings, layoffs, plan termination, bankruptcy or reorganization, merger, early retirement incentive programs, tax disqualification of a trust or other events. The occurrence of one or more employer initiated events could limit the Plan’s ability to transact at contract value with plan participants. As of December 31, 2009, the Company believes the occurrence of an event that would limit the ability of the Plan to transact at contract value with the participants in the Plan is remote.

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A summary of the average yields for the synthetic GICs are as follows: Average Yields December 31, 2009 December 31, 2008 Based on actual income 3.88% 6.33% Based on interest rate credited to participants 2.16% 3.48% The guidance on reporting of fully benefit-responsive investment contracts held by defined contribution plans

requires the Statements of Net Assets Available for Benefits to present the fair value of the synthetic GICs, as well as an adjustment of the fully benefit-responsive synthetic GICs from fair value to contract value.

Derivatives Within the Master Trust, a number of investment managers use derivative financial instruments to meet fund

objectives and manage exposure to foreign currency, interest rate and market fluctuations. The fair value of these derivative contracts and related appreciation (depreciation) are included in Other investments in the Net assets and Investment income (loss) of the Master Trust. All derivative financial instruments are undesignated.

Credit Contracts Investment managers use credit default swaps to reduce, increase or manage exposure to credit risk. A credit default swap is a contract in which, for a fee, a protection seller agrees to pay a protection buyer an amount resulting from a credit event on a reference entity. If there is no credit default event or settlement trigger, as defined by the specific derivative contract, then the protection seller makes no payments to the protection buyer and receives only the contractually specified fee. However, if a credit event occurs as defined in the specific derivative contract sold, the protection seller will be required to make a payment to the protection buyer. The Master Trust holds credit default swaps both as a protection seller and protection buyer. The following table summarizes the credit default swaps held by the Master Trust as a protection seller. The maximum potential amount of future payments under credit derivative contracts presented below is the notional value of the derivatives.

(in thousands of dollars) December 31, 2009 Credit Default Swaps

Notional Fair Protection Seller Contract Type

Value

Value

Single issuer $ 1,620 $ (113 ) Index of North American issuers Investment grade 2,827 (72 ) Investment grade high volatility 8,406 (204 ) High yield 2,800 (104 ) Index of mortgage securities 3,086 (914 ) Total protection seller credit default swaps $ 18,739 $ (1,407 ) The Master Trust holds credit default swaps as a protection buyer that have identical reference entities as swaps

held as protection seller. The notional value of the credit default swaps held as protection buyer, which would reduce the potential amount of future payments as protection seller, was $0.3 million at December 31, 2009. The Master Trust also held $3.8 million notional value of credit default swaps as a protection buyer which did not offset swaps held as protection seller at December 31, 2009.

Equity Contracts

Equity index futures contracts are used by investment managers to invest excess cash into equity benchmarks, including the S&P 500 and Russell 2000. The notional value of long equity futures held was $38.7 million at December 31, 2009. Investment managers also invest in a small amount of equity rights and warrants.

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Foreign Exchange Contracts

Foreign currency exchange rate movements create a degree of risk by affecting the U.S. dollar value of instruments denominated in foreign currencies. Forward contracts are used by investment managers to manage foreign exchange rate risks associated with certain investments.

Interest Rate Contracts Interest rate movements create a degree of risk by affecting the amount of interest payments and the value of debt instruments. Investment managers use interest rate swaps, futures contracts, options and swaptions to manage interest rate risk. The notional value of interest rate swaps held at December 31, 2009 was $8.2 million. The notional value of long and short interest rate futures held at December 31, 2009 was $23.8 million and ($9.1) million, respectively. The notional value of swaptions held at December 31, 2009 was $6.5 million.

The following table summarizes the location and fair value of derivative instruments reported in the Net assets of the

Master Trust: (in thousands of dollars) December 31, 2009 Undesignated Master Trust Fair Value Contracts Classification Asset Liability Credit contracts Other investments $ 193 $ (1,507 ) Equity contracts Other investments 2 –

Foreign exchange contracts

Receivables for securities sold, Payables for securities purchased * 428 (568 )

Interest rate contracts Other investments 162 (239 ) Total fair value of derivative instruments $ 785 $ (2,314 ) *Forward contracts are presented gross (buy side of the contract as a receivable, sell side of the contract as a

payable) in the net assets of the Master Trust. The above table shows the net position of each forward contract as an asset or liability. The effect of derivatives on the Net investment income (loss) of the Master Trust is as follows:

(in thousands of dollars) Year ended

December 31, 2009

Undesignated Master Trust Income (loss) Contracts Classification on Derivatives Credit contracts Other investments $ 2,309 Equity contracts Other investments 9,363 Foreign exchange

contracts Other investments 94

Interest rate contracts Other investments 1,201 Total income (loss) of derivative instruments $ 12,967 The Master Trust continually monitors its positions with, and the credit quality of, the major financial institutions

which are counterparties to its financial instruments, and does not anticipate nonperformance by these counterparties. To mitigate the credit risk of certain derivative financial instruments, investment managers use International Swaps and Derivatives Association (ISDA) agreements with the counterparties. These agreements include provisions that permit netting exposures within similar derivative types and posting collateral if required.

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Fair Value Measurements In September 2006, the FASB issued accounting guidance on fair value measurements, which provides a common

definition of fair value and a framework for measuring assets and liabilities at fair values when a particular standard prescribes it. In addition, this guidance expands disclosures about fair value measurements. The Plan adopted the provisions of this guidance as of January 1, 2008. The adoption of this guidance did not have a material impact on the Plan’s financial statements. The guidance on fair value measurements defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants. The guidance also specifies a fair value hierarchy based upon the observability of inputs used in valuation techniques. Observable inputs (highest level) reflect market data obtained from independent sources, while unobservable inputs (lowest level) reflect internally-developed market assumptions. In accordance with this guidance, fair value measurements are classified under the following hierarchy:

• Level 1 – Quoted prices for identical instruments in active markets. • Level 2 – Quoted prices for similar instruments in active markets; quoted prices for identical or similar

instruments in markets that are not active; and model-derived valuations in which all significant inputs or significant value-drivers are observable in active markets.

• Level 3 – Model-derived valuations in which one or more significant inputs or significant value-drivers are unobservable.

When available, quoted market prices are used to determine fair value and such measurements are classified within Level 1. In some cases where market prices are not available, observable market based inputs are used to calculate fair value, in which case the measurements are classified within Level 2. If quoted or observable market prices are not available, fair value is based upon internally developed models that use, where possible, current market-based parameters such as interest rates, yield curves and currency rates. These measurements are classified within Level 3. Fair value measurements are classified according to the lowest level input or value-driver that is significant to the valuation. A measurement may therefore be classified within Level 3 even though there may be significant inputs that are readily observable. Master Trust assets and liabilities that are measured at fair value as of December 31, 2009 and 2008 are summarized below:

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Fair Value Measurements as of December 31, 2009 (in thousands of dollars) Level 1 Level 2 Level 3 Total Stocks $ 3,541,034 $ 1,091 $ – $ 3,542,125 Corporate bonds and notes – 93,042 – 93,042 U.S. government securities – 123,369 – 123,369 Synthetic guaranteed investment

contracts – 818,331 – 818,331

Common collective trusts – 396,113 – 396,113 Interest bearing cash 20,626 – – 20,626 Caterpillar Investment Trust Custom

Collateral Fund – 78,809 – 78,809

Other investments, net 14,002 2,918 – 16,920 Total assets and liabilities $ 3,575,662 $ 1,513,673 $ – $ 5,089,335 Fair Value Measurements as of December 31, 2008 (in thousands of dollars) Level 1 Level 2 Level 3 Total Stocks $ 2,614,694 $ 2,847 $ – $ 2,617,541 Corporate bonds and notes – 77,346 – 77,346 U.S. government securities – 100,852 – 100,852 Synthetic guaranteed investment

contracts – 744,251 – 744,251

Common collective trusts – 299,731 – 299,731 Registered investment companies 579 – – 579 Interest bearing cash 25,347 – – 25,347 Caterpillar Investment Trust Custom

Collateral Fund – 154,865 – 154,865

Other investments, net 6,529 (4,122 ) – 2,407 Total assets and liabilities $ 2,647,149 $ 1,375,770 $ – $ 4,022,919 Plan assets not included in the Master Trust that are measured at fair value as of December 31, 2009 and 2008 are

summarized below: Fair Value Measurements as of December 31, 2009 (in thousands of dollars) Level 1 Level 2 Level 3 Total Participant directed brokerage account $ 577 $ 55 $ – $ 632 Participant loans receivable – – 4,442 4,442 Total assets $ 577 $ 55 $ 4,442 $ 5,074 Fair Value Measurements as of December 31, 2008 (in thousands of dollars) Level 1 Level 2 Level 3 Total Participant directed brokerage account $ 405 $ 78 $ – $ 483 Participant loans receivable – – 4,027 4,027 Total assets $ 405 $ 78 $ 4,027 $ 4,510

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The following is a roll-forward of assets measured at fair value using Level 3 inputs as of December 31, 2009 and

2008: Level 3 Assets (in thousands of dollars) Participant Loans Balance at December 31, 2007 $ 3,788 Issuances and settlements, net 239 Balance at December 31, 2008 4,027 Issuances and settlements, net 415 Balance at December 31, 2009 $ 4,442 Securities Lending The Master Trust participates in a securities lending program offered by the Trustee. As a participating lender, the

Master Trust receives cash, U.S. government securities or letters of credit as collateral for loans of securities to approved borrowers. The Trustee pools the cash and non-cash collateral in the Caterpillar Investment Trust Custom Collateral Fund, which invests primarily in short term investment vehicles. Initial collateral levels are not less than 102 percent of the fair value of the borrowed securities, or not less than 105 percent if the borrowed securities and the collateral are denominated in different currencies. The fair value of securities on loan was approximately $76 million and $145 million at December 31, 2009 and 2008, respectively. The collateral received in 2009 for these loaned securities was approximately $78 million ($148 million in 2008), of which approximately $78 million represented cash or other highly liquid investments ($147 million in 2008). Net realized investment income (loss) from securities lending was approximately $6.7 million and ($10.8) million in 2009 and 2008, respectively, and is included in interest in the net investment income (loss) of the Master Trust.

5. Parties-in-Interest The Trustee is authorized, under contract provisions and by exemption under 29 CFR 408(b) of ERISA regulations,

to invest in securities under its control and in securities of Caterpillar Inc. The investment options available to the participants as summarized in Note 3 include the Caterpillar Stock Fund. The Master Trust also invests in the U.S. Equity Broad Index Fund, which is sponsored and managed by The Northern Trust Company, the Trustee for the Master Trust. The Northern Trust Company also manages the cash equitization portion of each of the investment options for liquidity purposes.

6. Reconciliation of Financial Statements to Form 5500 The following table reconciles the net assets available for benefits per the audited financial statements to the Form

5500 Annual Report: (in thousands of dollars) 2009 2008 Net assets available for benefits per financial statements $ 110,167 $ 84,824 Certain deemed distributions of participant loans (670) (546) Net assets per Form 5500 $ 109,497 $ 84,278

Form 11-K – 2009 - SIP Page 14

Supplemental Schedule

Form 11-K – 2009 - SIP Page 15

Schedule I

Solar Turbines Incorporated Savings and Investment Plan EIN 95-3621514 Schedule H, Line 4i - Schedule of Assets (Held at End of Year) December 31, 2009

(a) (b) (c) (d) (e)

Identity of issuer, borrower, lessor or similar party

Description of investment, including maturity date, rate of interest,

collateral, par or maturity value

Cost

Current value

* Caterpillar Inc. Caterpillar Investment Trust ** $ 104,049,523 Hewitt Financial Services Participant directed brokerage account ** 632,058 * Participant loans receivable

Participant loans (various maturity dates through July 26, 2019, various interest rates ranging from 4.25% to 11.0%) – 4,441,708

Total Investments $ 109,123,289

* Denotes party in interest. ** Cost information is not applicable for participant directed investments.

Exhibit C

Consent of Independent Registered Public Accounting Firm

We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (No. 2-97450, as amended, 33-37353, and 333-133275) of Caterpillar Inc. of our report dated June 25, 2010 relating to the financial statements of the Solar Turbines Incorporated Savings and Investment Plan, which appears in this Form 11-K. /s/ PricewaterhouseCoopers LLP Peoria, Illinois June 25, 2010